introduction

Corporate Social Responsibility (CSR’) is the Company’s commitment towards their stakeholders to conduct business in an economically, socially and environmentally sustainable manner that is transparent and ethical.

Nifco India Private Limited (‘Nifco India’) is committed to undertake CSR activities in accordance with the provisions of Section 135 of the Companies Act, 2013 and related rules.

Nifco India believes that corporate development has to be inclusive and every corporate has to be responsible for the development of a just and humane society that can build a national enterprise. Nifco India commits itself to contribute to the society in ways possible for the organization and has set up its core CSR team as a means to fulfill this commitment.

AIMS & OBJECTIVES

Nifco Indias CSR policy intends to:

1. Promote projects which are:

1. Sustainable and create a long term change
2. Have specific and measurable goals in alignment with Nifco India’s philosophy
3. Address the most deserving cause or beneficiaries

2. Develop a long-term vision and strategy for its CSR objectives;
3. Establish relevance of potential CSR activities to its core business and create an overview of activities to be undertaken in line with Schedule VII of the Companies Act, 2013;
4. Establish process and mechanism for the implementation and monitoring of its CSR activities.

FOCUS AREAS

In accordance with the requirements of the provisions of Companies Act, 2013 including Schedule VII, Nifco India’s CSR activities will focus on:

Priority Areas:

1. Women Empowerment
2. Education
3. Health Care
4. Eradication of Poverty & Hunger
5. Environment Sustainability

The Policy shall be open to accommodate any activities as defined in Schedule VII of the Companies Act, 2013, as and when required.

Disqualifying Activities of CSR

1. Projects and programmes that are implemented by the Company for employees and their families.
2. Any amount directly or indirectly contributed towards any political party under Section 182 of the Act shall not be considered as CSR Spend.
3. Any other activities which are not considered as CSR activities under the Act and relevant Rules.

COMMITTEE COMPOSITION

No requirement of CSR committee, the Board will approve and monitor the CSR policy.

COMMITTEE MEETINGS

The Board will perform the functions of CSR Committee.

RESPONSIBILITY OF THE BOARD

1. Review and approve CSR activities to be undertaken by Nifco India.
2. Ensure that CSR activities included in the CSR Policy are undertaken by Nifco India and that such activities are related to the activities specified in Schedule VII of the Companies Act.
3. Ensure the CSR spending every financial year of at least 2% of average net profits made during immediately preceding 3 financial years, in pursuance with the Policy.
4. Recommend the CSR Expenditure to be incurred on the CSR activities/programs.
5. Institute a transparent mechanism for implementation of the CSR projects and activities. Effectively monitor the execution of the CSR activities.
6. Prepare an annual report of the CSR activities undertaken for Nifco India and submit such report to the Board.
7. Monitor CSR Policy from time to time.
8. Create transparent monitoring mechanism for implementation of CSR Initiatives in India
9. Prepare annual CSR plan.
10. Ensure disclosure of the contents of the CSR Policy on the Nifco India’s website.
11. Board shall authorize one of its members to execute the projects as per the approved budget.
12. Such authorized member of the Board shall sub-delegate and authorize any other officer of the Company as he may deem fit, in consultation with the Board, for administrative convenience and smooth operations.
13. Directors’ Report for FY 2015 onwards to include:

    1. Contents of the CSR Policy
    2. An annual report on the CSR in the prescribed format as per Appendix- 2;
    3. Reasons for failure (if any) to spend required amount on CSR activities.
    4. Annual Plan for CSR

Nifco India shall undertake the CSR activities directly. The Board may, in the future, decide to undertake and implement its CSR activities through a registered trust or registered society or a Section 8 company (Non-profit entity) established by Nifco Group. In case the trust, society or a Section 8 company is not established by the company or its holding or subsidiary or associate company, then such an entity will need to have a 3 years’ track record of undertaking similar projects or programmes.

CSR EXPENDITURE

1. In every financial year, Nifco India shall spend a minimum of 2% of its average Net Profits in the immediately preceding three (3) financial years. Average Net profits shall mean the net profits of the Company as per the Profit & Loss Statement prepared in accordance with the Companies Act, 2013; Net Profits shall exclude (a) profits arising from any overseas branch or branches of Nifco India (whether operated as a separate company or otherwise); or (b) dividend received from other companies in India.
2. CSR Expenditure shall mean all expenditure incurred in respect of specific projects/programs relating to the approved CSR activities.
3. CSR Expenditure shall not include expenditure on item not in conformity or not in line with activities which fall within the purview of the CSR activities listed in Schedule VII.
4. CSR Expenditure shall not include Projects or programs or activities undertaken outside India.
5. The surplus arising out of the CSR activities or projects shall not form part of the business profit of Nifco India.
6. Contributions by other Nifco India’s affiliates or employees may also be received and utilized in respect of the CSR activities undertaken.

IMPLEMENTING CSR ACTIVITIES

1. The day to day implementation and execution of the CSR activities/projects shall be headed by Mr. Udaya Shankar.
2. Nifco India shall undertake the CSR activities directly and also through various implementing agencies such as NGO’s, non-profit organizations, etc. Such implementing agencies shall have an established track record as prescribed under the law.
3. Some of the initiatives taken up by Nifco India will facilitate the involvement of Nifco India’s employees as volunteers in ongoing projects and events, giving them an opportunity to engage in socially meaningful activities, thus, enabling them to realize their full potential and role as socially responsible citizens (Employee Volunteer Programs).
4. The initiatives undertaken may be communicated to the employees through specific awareness campaigns, so as to enable maximum participation.
5. Nifco India may also collaborate or pool resources with other companies to undertake CSR activities in such a manner that each companies are in a position to report separately on such CSR projects.
6. The following activities do not qualify as CSR Activities under the Companies Act, 2013:

   1. Projects or activities not falling within Schedule VII (Appendix 1);
   2. Activities undertaken in pursuance of normal course of business;
   3. Projects or programs or activities that benefit only the employees of Nifco India and their families;
   4. Direct or indirect contribution to any political party.

7. The CSR activities shall be undertaken in locations within India. Nifco India shall give preference to the local areas and the areas around which Nifco India operates while considering the activities to be undertaken and spending the amount earmarked for CSR activities.

CSR REPORTING

The Board in its Annual Report shall include the details of the CSR activities undertaken in the Financial Year. The particulars to be stated in the report shall be in the format prescribed in Appendix -2.

WEBSITE DISPLAY

Nifco India shall display on its website the contents of its CSR Policy and other information as may be required to be displayed.

MONITORING AND REPORTING MECHANISM FOR THE PROJECTS OR PROGRAMS.

Board members will review CSR Projects based on their output and impact

1. Board members shall ensure that the expenditure incurred towards projects/activities as per the approved CSR Policy
2. They shall ensure activities planned and executed in line with list activities.

REVIEW AND AUDIT

The Board shall annually review its CSR Policy from time to time and make suitable changes as may be required and submit the same for the approval of the Board.

AMENDMENTS

The Policy may be reviewed and amended from time to time.